Hillman completes $315M Kanebridge fastener deal
Hillman Solutions closes the $315 million Kanebridge acquisition, adding $200 million in new term loans and establishing a U.S. industrial master distribution platform.
Rhea-AI Filing Summary
Hillman Solutions Corp. (HLMN) completed the acquisition of Kanebridge, LLC on August 28, 2026 for an aggregate purchase price of approximately $315 million, subject to customary post-closing adjustments. Kanebridge is a U.S. master distributor of commercial and military‑grade fasteners, supplying more than 44,000 SKUs to distributors in the U.S. and Canada.
To help finance the transaction, Hillman’s subsidiaries entered into Amendment No. 1 to their term loan credit agreement, adding $200 million of senior secured term loans maturing July 22, 2033. These Additional Term Loans are priced, at the Borrower’s option, at SOFR + 2.00% or ABR + 1.00%, and are secured by substantially all assets of the borrower and guarantors. The deal establishes Hillman’s first U.S. industrial master distribution platform and expands its industrial addressable market to approximately $3 billion.
Positive
- Completed $315 million Kanebridge acquisition, adding a leading industrial fastener master distributor and establishing Hillman’s first U.S. industrial master distribution platform.
- Acquisition expands Hillman’s industrial addressable market to approximately $3 billion, broadening exposure beyond retail into industrial distribution channels.
Negative
- Transaction financing includes a new $200 million senior secured term loan maturing in 2033, increasing Hillman’s secured debt obligations and interest costs at SOFR + 2.00% or ABR + 1.00%.
Filing Explained
The completed deal adds $200 million of guaranteed, asset-secured debt alongside cash and revolving-credit funding.
This Form 8-K records that Hillman’s Kanebridge acquisition is complete; the related additional term loans are guaranteed by Holdings and certain material wholly owned domestic subsidiaries and secured by substantially all of their assets.
The filing says the approximately
The amendment states that the new loans have no financial maintenance covenants, while retaining customary representations, covenants and events of default.
8-K Event Classification
4 items: 1.01, 2.01, 8.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Kanebridge purchase price: $315 million
Additional Term Loans: $200 million
Additional Term Loans maturity: July 22, 2033
+5 more
8 metrics
Kanebridge purchase price
$315 million
Aggregate purchase price for Kanebridge, subject to customary post-closing adjustments
Additional Term Loans
$200 million
Senior secured term loans added under Amendment No. 1 to finance part of the acquisition
Additional Term Loans maturity
July 22, 2033
Stated maturity date for the Additional Term Loans
SOFR margin on Additional Term Loans
2.00%
Interest margin over SOFR on the Additional Term Loans
ABR margin on Additional Term Loans
1.00%
Interest margin over ABR on the Additional Term Loans
Industrial addressable market
$3 billion
Approximate industrial addressable market after acquiring Kanebridge
Kanebridge SKUs
44,000+ SKUs
Number of commercial and military‑grade fastener SKUs supplied by Kanebridge
Hillman product portfolio
111,000+ SKUs
Total number of SKUs offered by Hillman across its hardware and related products
Key Terms
senior secured term loans, asset-based revolving credit facility, master distributor, emerging growth company, +1 more
5 terms
senior secured term loans financial
"The First Amendment provides for an additional $200.0 million of senior secured term loans"
A senior secured term loan is a long‑term bank-style loan that a company must repay on a set schedule and that is backed by specific assets as collateral; “senior” means it gets paid before other debts if the borrower runs into trouble. For investors, these loans matter because their collateral and priority typically reduce the risk of loss compared with unsecured or junior debt, while the fixed repayment plan and contract terms influence a company’s cash flow, interest burden and financial flexibility—think of it like a mortgage on a business asset that lenders can claim first if payments stop.
asset-based revolving credit facility financial
"a draw on its existing asset-based revolving credit facility, and a new $200 million"
A loan arrangement where a lender agrees to make funds available up to a set limit that a borrower can draw, repay, and draw again, with the amount available tied to the value of specific assets (like inventory, receivables, or equipment) pledged as collateral. It matters to investors because it provides flexible working capital while limiting risk exposure: the company can fund growth or cover shortfalls quickly, but borrowing capacity can shrink if asset values fall.
master distributor market
"Kanebridge, LLC, a leading master distributor of industrial fasteners, for a purchase price"
A master distributor is a company or person that holds primary rights to buy, warehouse, and resell products within a large territory or market, often recruiting and managing a network of smaller distributors or resellers beneath it. Think of it as the main wholesaler that coordinates supply and sales like a regional hub; its performance affects revenue, inventory flow, and market reach, so investors watch it for signals about sales scalability, margin structure, and distribution risk.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
forward-looking statements regulatory
"All statements made in this press release that are considered to be forward-looking"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
FAQ
What transaction did Hillman Solutions Corp. (HLMN) announce in this 8-K?
Hillman Solutions Corp. reported that, on August 28, 2026, it completed the acquisition of Kanebridge, LLC, a leading master distributor of commercial and military‑grade fasteners, pursuant to a previously announced Equity Purchase Agreement dated July 31, 2026.
What was the purchase price for Kanebridge in the Hillman (HLMN) deal?
The aggregate purchase price for Kanebridge was approximately $315 million, subject to customary post‑closing adjustments for cash, indebtedness, working capital and transaction expenses, according to Hillman Solutions Corp.
How did Hillman Solutions (HLMN) finance the Kanebridge acquisition?
Hillman financed the acquisition with a combination of cash on hand, borrowings under its existing revolving credit facility, and proceeds from $200 million of Additional Term Loans provided under Amendment No. 1 to its term loan credit agreement.
What are the key terms of Hillman’s new $200 million term loans?
The Additional Term Loans total $200 million, mature on July 22, 2033, and are priced at the Borrower’s option at SOFR plus 2.00% or ABR plus 1.00%. They are senior secured obligations guaranteed by Holdings and certain material domestic subsidiaries.
How does the Kanebridge acquisition affect Hillman (HLMN)’s market exposure?
Kanebridge gives Hillman its first U.S. master distribution platform in the industrial fastener market and expands Hillman’s industrial addressable market to approximately $3 billion, while diversifying its customer base into industrial distribution channels.
What products and scale does Kanebridge bring to Hillman Solutions (HLMN)?
Kanebridge supplies more than 44,000 fastener SKUs, including commercial and military‑grade products, with same‑day shipment from warehouses in Illinois and California, enhancing Hillman’s product depth and industrial fastener capabilities.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 28, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (513 ) 851-4900
Former name or former address
Check the appropriate box below if the Form 8−K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a−12 under the Exchange Act (17 CFR 240.14a−12) | |||||
| Pre−commencement communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR 240.14d−2(b)) | |||||
| Pre−commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e− 4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 | Entry into a Material Definitive Agreement. | ||||
In connection with the completion of the acquisition of Kanebridge, LLC (“Kanebridge”), on August 28, 2026, Hillman Solutions Corp.’s (the “Company”) wholly‑owned subsidiaries, The Hillman Companies, Inc., (“Holdings”) and The Hillman Group, Inc. (the “Borrower”) entered into Amendment No. 1 (the “First Amendment”) to that certain term loan credit agreement, dated as of July 22, 2026, by and among Jefferies Finance LLC, as administrative agent, and the lenders and other parties thereto (the “Term Credit Agreement”).
The First Amendment provides for an additional $200.0 million of senior secured term loans (the “Additional Term Loans”), the proceeds of which were used, together with cash on hand and borrowings under the Company's existing revolving credit facility, to finance a portion of the consideration paid to acquire Kanebridge and to pay related fees and expenses. The Additional Term Loans were made on the same terms and maturity as the Company’s existing senior secured term loans maturing July 22, 2033.
The Additional Term Loans contain usual and customary representations and warranties, covenants and events of default customary for facilities of this type and do not contain any financial maintenance covenants. Pricing for the Additional Term Loans are at the Borrower’s option either SOFR plus a margin of 2.00% or ABR plus a margin of 1.00%. The stated maturity date of the Additional Term Loans under the First Amendment is July 22, 2033. The Additional Term Loans and other amounts outstanding under the First Amendment and related documents are guaranteed by Holdings, the immediate parent of the Borrower, and, subject to certain exceptions, the Borrower’s material wholly-owned domestic subsidiaries and are secured by substantially all of the Borrower’s and the guarantors’ assets.
The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the First Amendment, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 2.01 | Completion of Acquisition or Disposition of Assets. | ||||
On August 28, 2026, the Company, through a wholly owned subsidiary, completed its previously announced acquisition of Kanebridge pursuant to the Equity Purchase Agreement, dated July 31, 2026 (the “Purchase Agreement”).
The aggregate purchase price was approximately $315 million, subject to customary post-closing adjustments for cash, indebtedness, working capital and transaction expenses. The acquisition was funded through a combination of cash on hand, borrowings under the Company’s revolving credit facility and proceeds from the $200 million of Additional Term Loans described above.
The foregoing description of the acquisition does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, a copy of which was previously filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed on August 3, 2026 and is incorporated herein by reference
Item 8.01 | Other Events. | ||||
On September 3, 2026, the Company issued a press release announcing the completion of the acquisition of Kanebridge. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits.
10.1 Amendment No. 1, dated August 28, 2026, to that certain Term Loan Credit Agreement, dated as of July 22, 2026, by and among The Hillman Companies, Inc., The Hillman Group, Inc., the financial institutions party thereto as Lenders, and Jefferies Finance LLC, as administrative agent.
99.1 Press Release Announcing Closing of Kanebridge Acquisition, dated September 3, 2026.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.
| Date: September 3, 2026 | Hillman Solutions Corp. | ||||||||||
By: | /s/ Robert O. Kraft | ||||||||||
Name: | Robert O. Kraft | ||||||||||
Title: | Chief Financial Officer | ||||||||||
Hillman Completes Acquisition of Kanebridge
Strategic Acquisition Establishes Hillman’s Long-Tail Master Distributor Presence in the U.S. Industrial Market
CINCINNATI – September 3 – Hillman Solutions Corp. (Nasdaq: HLMN) (the "Company" or "Hillman"), a leading provider of hardware products, announced it has completed its previously announced acquisition of Kanebridge, LLC (“Kanebridge”), a leading master distributor of industrial fasteners, for a purchase price of approximately $315 million, subject to customary adjustments. The acquisition was first announced on August 3, 2026.
Kanebridge supplies more than 44,000 commercial and military-grade fastener SKUs to distributors across the U.S. and Canada, giving Hillman its first U.S. master distribution platform in the industrial fastener market and expanding the Company's industrial addressable market to approximately $3 billion.
Hillman’s President and Chief Executive Officer, Jon Michael Adinolfi commented: “Kanebridge is a strategic acquisition that establishes our position as a long-tail supplier to industrial distributors in the U.S. Kanebridge diversifies our customer base and expands our presence in the industrial distribution channel, which is positioned to benefit from secular tailwinds. We are thrilled to welcome the Kanebridge team to Hillman and build on our shared commitment to service and a customer-first culture.”
Hillman funded the transaction with cash from its balance sheet, a draw on its existing asset-based revolving credit facility, and a new $200 million term loan B that was priced at SOFR plus 200 basis points.
About Hillman Solutions Corp.
Founded in 1964 and headquartered in Cincinnati, Hillman is a leading provider of hardware and related products serving retail, pro distribution, and industrial customers. Over the last 60-plus years, Hillman has built a legacy of service and growth by forming strategic partnerships with North America's leading home improvement, hardware, and farm and fleet retailers. Hillman differentiates itself from the competition with its dedicated field sales team of 1,200+ associates, direct-to-store distribution capabilities, and world class global sourcing and supply chain expertise. The company offers an extensive product portfolio of more than 111,000 SKUs, including fasteners (power screws, nuts, bolts), hardware (builder's hardware, door hardware, rope & chain, accessories), project gear & supplies (gloves, work gear, paint & cleaning sundries), and key and engraving services (key duplication, auto keys, and engraving). Hillman is committed to delivering exceptional customer service, innovative products, and dependable solutions to its customers and regularly earns vendor of the year recognition from top customers. For more information on Hillman, visit www.hillman.com.
About Kanebridge, LLC
Kanebridge, LLC (f/k/a Kanebridge Corporation) is a leading U.S. master distributor of commercial and military-grade fasteners, serving distributors nationwide for more than 50 years. With more than 44,000 SKUs available for same-day shipment from warehouses in Illinois and California, Kanebridge is known for its product depth, fill-rate reliability, and specification expertise across inch and metric fastener categories. For more information, visit www.kanebridge.com.
Forward-Looking Statements
All statements made in this press release that are considered to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. You should not rely on these forward-looking statements as predictions of future events. Words such as "expect,"
"estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," “target”, “goal”, "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance and statements relating to the Transaction. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) risks relating to the integration of the acquired business and the realization of anticipated synergies and other benefits may not be fully realized or may take longer to realize than expected; (2) unfavorable economic conditions that may affect our and our customers’, suppliers’ and other business partners’ operations, financial condition and cash flows including spending on home renovation or construction projects, inflation, recessions, instability in the financial markets or credit markets; (3) increased supply chain costs, including tariffs, raw materials, sourcing, transportation and energy; (4) the highly competitive nature of the markets that we serve; (5) the ability to continue to innovate with new products and services; (6) seasonality; (7) large customer concentration; (8) the ability to recruit and retain qualified employees; (9) the outcome of any legal proceedings that may be instituted against the Company; (10) adverse changes in currency exchange rates; or (11) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that are included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Annual Report on Form 10-K filed on February 17, 2026. Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward-looking statements.
Except as required by applicable law, the Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this communication to reflect
any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
Contact:
Michael Koehler
Vice President – Corporate Development, Investor Relations, Treasury
513-826-5495
IR@hillmangroup.com